Data Protection and Data Processing and Security Sample Clauses
Data Protection and Data Processing and Security.
11.1. The Parties acknowledge that for the purposes of the Agreement, the Client is the Data Controller, and the Supplier is the Data Processor in respect of any Personal Data.
11.2. The Parties shall at all times comply with all applicable Data Protection Legislation in force from time to time including the DPA, to the extent that it applies, the General Data Protection Regulations (Regulation (EU) 2016/679) (the “GDPR”), and all related guidance and codes of practice issued by applicable supervisory authorities and any equivalent legislation amending or replacing the GDPR or the DPA.
11.3. Each Party warrants that they:
11.3.1. shall not by any act or omission put the other party in breach of the Data Protection Legislation;
11.3.2. shall not transfer or process any Personal Data to any other Party or outside of the European Economic Area without the other Party’s express written consent and, where consent is given, shall only undertake such transfer or processing in accordance with the other Party’s’ instructions;
11.3.3. shall keep all Personal Data confidential and provide appropriate technical and organisational measures against unauthorised or unlawful processing, accidental loss or destruction or damage and it shall only deal with the Personal Data for the purposes, and in accordance with its obligations, set out in this Agreement;
11.3.4. shall take all reasonable steps to ensure the reliability of any of its personnel who have access to Personal Data processed in connection with this Agreement;
11.3.5. shall provide such information and, on reasonable prior notice, allow for and contribute to audits, including inspections by an auditor mandated by any regulatory authority as is necessary to ensure compliance with the Data Protection Legislation;
11.3.6. shall not use any sub-contractors to process Personal Data, unless the other Party has issued its prior written consent and the Supplier shall ensure that sub-contracts entered into with approved sub-contractors shall include provisions equivalent to those in this Clause 11; and
11.3.7. shall on termination of this Agreement, and at any time on the other Party’s request, immediately either return the Personal Data in the format requested or destroy the Personal Data (including all copies of it) and confirm in writing that it has complied with this Clause 11.6.7.
11.4. Each Party shall notify the other promptly if it receives: 11.
4.1. a request from a Data Subject; or